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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB/A

Amendment No. 4

(Mark One)



|þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended March 31, 2006



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT
|- | ---------------------------------------------------------------------

For the transition period from  to

Commission file number 000-28739

Satellite Security Corporation

(Exact name of small business issuer as specified in its charter)



|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Nevada                                                         |  | 91-1903590                       
|(State or other jurisdiction of incorporation or organization) |  | (IRS Employer Identification No.)

6779 Mesa Ridge Road, Suite 100

San Diego, California 92121

(Address of principal executive offices,

including zip code)

(877) 437-4199

(Issuers telephone number,

including area code)

Celtron International, Inc.

(Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    YES   þ    NO ̈

Indicated by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ̈NO  þ

On May 8, 2006, the registrant had outstanding 98,056,563 shares of Common Stock, which is the registrants only class of common equity.

Transitional Small Business Disclosure Format (Check One)    YES ̈NO  þ



---



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EXPLANATORY NOTE

We are amending our Quarterly Report for the period ended March 31, 2006. We filed our Quarterly Report on Form 10-QSB for the period ended March 31, 2006 on May 22, 2006 (the Original
Filing). At that time, we reported that because of accounting issues related to our newly acquired subsidiary Satellite Security Systems, Inc. we did not have the historical financial statement information for the period ended March 31, 2005
necessary to provide period to period comparisons of financial results. On July 13, 2006, we filed an amendment on Form 10-QSB/A (the First Amendment) to include the historical financial information. On August 10, 2006 we filed
an amendment on Form 10-QSB/A (the Second Amendment) to correct an understatement of interest expense associated with a beneficial conversion feature recognized in connection with the issuance of a Convertible Promissory Note (the 
Note) to the Aston Organization, Ltd. On September 22, 2006 we filed an amendment on Form 10-QSB/A (the Third Amendment) to further correct the accounting treatment associated with the beneficial conversion feature of the
Note, and revise managements assessment concerning the effectiveness of the design and operation of our disclosure controls.

We are
filing this amendment (the Fourth Amendment) to label the March 31, 2006 financial statements as Restated and to provide additional footnote disclosures as required by Statement of Financial Accounting Standards
No. 154 (SFAS No. 154).

This Quarterly Report on Form 10-QSB/A amends and restates Item 1. Financial
Statements, of the Original Filing as amended by the First, Second and Third Amendments, solely as a result of, and to reflect, the impact of the items discussed in this Explanatory Note.

Pursuant to the rules of the Securities and Exchange Commission, we have included currently-dated certifications from our principal executive officer and
principal financial officer, as required by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002. Except as otherwise specifically noted, all information contained herein is as of March 31, 2006 and does not reflect events or changes that
have occurred subsequent to that date.



2



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|ITEM 1. | FINANCIAL STATEMENTS
|------- | --------------------

Satellite Security
Corporation and Subsidiary

Unaudited Condensed Consolidated Balance Sheet



|                                                                                                          |  |                        |            |  
|--------------------------------------------------------------------------------------------------------- |  | ---------------------- | ---------- | -
|                                                                                                          |  | March 31, 2006Restated |           
|Assets                                                                                                    |  |                        |            |  
|Current Assets                                                                                            |  |                        |            |  
|Accounts receivable, net of allowance for doubtful accounts of $199,495                                   |  | $                      | 109,850    |  
|Inventory, net                                                                                            |  |                        | 52,116     |  
|Deposit on Inventory                                                                                      |  |                        | 48,000     |  
|Other current assets                                                                                      |  |                        | 9,218      |  
|                                                                                                          |  |                        |            |  
|Total Current Assets                                                                                      |  |                        | 219,184    |  
|                                                                                                          |  |                        |            |  
|Property and equipment, net of accumulated depreciation                                                   |  |                        | 208,294    |  
|                                                                                                          |  |                        |            |  
|Other Assets                                                                                              |  |                        |            |  
|Restricted cash for letter of credit                                                                      |  |                        | 75,000     |  
|                                                                                                          |  |                        |            |  
|                                                                                                          |  |                        | 75,000     |  
|Total Assets                                                                                              |  | $                      | 502,478    |  
|                                                                                                          |  |                        |            |  
|Liabilities and Shareholders Deficiency                                                                  |  |                        |            |  
|Current Liabilities                                                                                       |  |                        |            |  
|Cash overdraft payable                                                                                    |  | $                      | 1,788      |  
|Accounts payable                                                                                          |  |                        | 550,950    |  
|Accrued expenses                                                                                          |  |                        | 486,927    |  
|Deferred revenue - current portion                                                                        |  |                        | 112,363    |  
|Current portion of long-term debt                                                                         |  |                        | 20,213     |  
|Notes and Loan payable to related parties                                                                 |  |                        | 439,885    |  
|Current maturities of long-term debt - related party                                                      |  |                        | 47,850     |  
|                                                                                                          |  |                        |            |  
|Total Current Liabilities                                                                                 |  |                        | 1,659,976  |  
|                                                                                                          |  |                        |            |  
|Non-Current Liabilities                                                                                   |  |                        |            |  
|Long-term debt-related party, net of current maturities                                                   |  |                        | 1,043,440  |  
|Long-term debt                                                                                            |  |                        | 19,476     |  
|Deferred revenue, net of current portion                                                                  |  |                        | 344,854    |  
|                                                                                                          |  |                        |            |  
|Total Non-Current Liabilities                                                                             |  |                        | 1,407,770  |  
|                                                                                                          |  |                        |            |  
|Total Liabilities                                                                                         |  |                        | 3,067,746  |  
|                                                                                                          |  |                        |            |  
|Commitments and Contingencies                                                                             |  |                        |            |  
|Shareholders Deficiency                                                                                  |  |                        |            |  
|Common stock, $0.001 par value Authorized - 250,000,000 shares Issued and outstanding  98,056,563 shares |  |                        | 98,057     |  
|Additional paid in capital                                                                                |  |                        | 5,064,488  |  
|Retained deficit                                                                                          |  |                        | (7,727,813 | )
|                                                                                                          |  |                        |            |  
|Total Shareholders Deficiency                                                                            |  |                        | (2,565,268 | )
|                                                                                                          |  |                        |            |  
|Total Liabilities and Shareholders Deficiency                                                            |  | $                      | 502,478    |  
|                                                                                                          |  |                        |            |  

The accompanying notes are an integral part of these financial statements



3



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Satellite Security Corporation and Subsidiary

Unaudited Condensed Consolidated Statements of Operations



|                                           |  |                                     |            |   |                             |   |            |  
|------------------------------------------ |  | ----------------------------------- | ---------- | - | --------------------------- | - | ---------- | -
|                                           |  | 3 months endedMarch 31,2006Restated |            |   | 3 months endedMarch 31,2005 |  
|Revenues                                   |  | $                                   | 205,888    |   |                             | $ | 383,566    |  
|                                           |  |                                     |            |   |                             |   |            |  
|Costs and Expenses                         |  |                                     |            |   |                             |   |            |  
|Cost of sales                              |  |                                     | 173,584    |   |                             |   | 200,103    |  
|General and administrative expenses        |  |                                     | 596,345    |   |                             |   | 369,914    |  
|Marketing expenses                         |  |                                     | 56,500     |   |                             |   | 42,141     |  
|Research and development expenses          |  |                                     | 74,533     |   |                             |   | 75,163     |  
|Selling expenses                           |  |                                     | 76,494     |   |                             |   | 32,429     |  
|                                           |  |                                     |            |   |                             |   |            |  
|Total Costs and Expenses                   |  |                                     | 977,456    |   |                             |   | 719,750    |  
|                                           |  |                                     |            |   |                             |   |            |  
|Operating Loss                             |  |                                     | (771,568   | ) |                             |   | (336,184   | )
|Other Expense                              |  |                                     |            |   |                             |   |            |  
|Interest expense                           |  |                                     | 125,845    |   |                             |   | 21,089     |  
|                                           |  |                                     |            |   |                             |   |            |  
|Loss Before Income Taxes                   |  |                                     | (897,413   | ) |                             |   | (357,273   | )
|Provision for Income Taxes                 |  |                                     |           |   |                             |   |           |  
|                                           |  |                                     |            |   |                             |   |            |  
|Net Loss                                   |  | $                                   | (897,413   | ) |                             | $ | (357,273   | )
|                                           |  |                                     |            |   |                             |   |            |  
|Basic and diluted loss per share           |  | $                                   | (0.01      | ) |                             | $ | (0.01      | )
|                                           |  |                                     |            |   |                             |   |            |  
|Weighted average common shares outstanding |  |                                     | 98,056,563 |   |                             |   | 48,082,927 |  
|                                           |  |                                     |            |   |                             |   |            |  

The accompanying notes are an integral part of these financial statements



4



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Satellite Security Corporation and Subsidiary

Unaudited Condensed Consolidated Statements of Cash Flows



|                                                                            |  |                                   |          |   |                           |   |          |  
|--------------------------------------------------------------------------- |  | --------------------------------- | -------- | - | ------------------------- | - | -------- | -
|                                                                            |  | 3 MonthsEndedMarch 312006Restated |          |   | 3 MonthsEndedMarch 312005 |  
|Cash Flows from Operating Activities                                        |  |                                   |          |   |                           |   |          |  
|Net loss                                                                    |  | $                                 | (897,413 | ) |                           | $ | (357,273 | )
|Adjustments to reconcile net loss to net cash used in operating activities: |  |                                   |          |   |                           |   |          |  
|Depreciation                                                                |  |                                   | 15,821   |   |                           |   | 11,199   |  
|Non-cash interest expense                                                   |  |                                   | 98,609   |   |                           |   |         |  
|Changes in operating assets and liabilities:                                |  |                                   |          |   |                           |   |          |  
|Accounts receivable, net                                                    |  |                                   | (8,314   | ) |                           |   | 85,230   |  
|Inventories                                                                 |  |                                   | (18,416  | ) |                           |   | 10,856   |  
|Accounts payable                                                            |  |                                   | 53,068   |   |                           |   | (33,943  | )
|Accrued liabilities                                                         |  |                                   | 4,224    |   |                           |   | 99,078   |  
|Deferred revenues                                                           |  |                                   | 27,120   |   |                           |   | 150,797  |  
|Other                                                                       |  |                                   | (2,202   | ) |                           |   | 7,105    |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Net cash used in operating activities                                       |  | $                                 | (727,503 | ) |                           | $ | (26,951  | )
|                                                                            |  |                                   |          |   |                           |   |          |  
|Cash Flows from Investing Activities                                        |  |                                   |          |   |                           |   |          |  
|Purchases of property and equipment                                         |  |                                   | (66,603  | ) |                           |   | 5,897    |  
|Deposit on Inventory                                                        |  |                                   | (48,000  | ) |                           |   |         |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Net cash (used in) provided by investing activities                         |  |                                   | (114,603 | ) |                           |   | 5,897    |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Cash Flows from Financing Activities                                        |  |                                   |          |   |                           |   |          |  
|Repayment of long-term debt                                                 |  |                                   | (17,344  | ) |                           |   | (4,378   | )
|Proceeds from short-term loan                                               |  |                                   | 926,220  |   |                           |   | 40,150   |  
|Shareholder advances from related party                                     |  |                                   |         |   |                           |   | 12,000   |  
|Shareholder repayments from related parties                                 |  |                                   | (85,000  | ) |                           |   | (19,409  | )
|                                                                            |  |                                   |          |   |                           |   |          |  
|Net cash provided by financing activities                                   |  |                                   | 823,876  |   |                           |   | 28,363   |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Net (Decrease) Increase in Cash                                             |  |                                   | (18,230  | ) |                           |   | 7,309    |  
|Cash - Beginning of Period                                                  |  |                                   | 16,442   |   |                           |   | 2,239    |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Cash - End of Period                                                        |  | $                                 | (1,788   | ) |                           | $ | 9,548    |  
|                                                                            |  |                                   |          |   |                           |   |          |  
|Cash paid during the period for interest                                    |  | $                                 | 19,895   |   |                           | $ | 21,089   |  
|                                                                            |  |                                   |          |   |                           |   |          |  

The accompanying notes are an integral part of these financial statements



5



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SATELLITE SECURITY CORPORATION

NOTES TO FINANCIAL STATEMENTS

Note 1: Organization and Basis of Presentation

The Company

Celtron International, Inc. (referred to in this report as Celtron,) was incorporated under the laws of the State of Nevada on April 8, 1998. In May 2006, the stockholders of Celtron approved a change of name from
Celtron International, Inc. to Satellite Security Corporation (referred to in this report as we or the Company) which became effective on May 23, 2006 after the filing of Amended and Restated Articles
of Incorporation with the Secretary of State of Nevada. The Company is authorized to issue a total of Two Hundred Fifty Million (250,000,000) shares of common stock with a par value of $0.001. In addition the Company is authorized to issue Ten
Million (10,000,000) shares of preferred stock with a par value of $0.001. The Company is primarily engaged in the development and sale of communications systems that integrate computer intelligence, the Global Positioning System
(GPS) and ReFLEX paging technology for asset tracking and monitoring.

History

Celtron and Satellite Security Systems, Inc., a California corporation (Satellite) entered into an Agreement and Plan of Merger dated
December 9, 2005 (the Merger Agreement). On December 31, 2005, Satellite merged with and into a wholly owned subsidiary of the Company (the Merger). Pursuant to the terms of the Merger Agreement, the Company issued
one share of its common stock in exchange for each 3.12 shares of Satellite outstanding resulting in the issuance of 65,076,750 shares of common stock to the former stockholders of Satellite. Holders of the 32,979,813 outstanding shares of Company
common stock continued to hold their stock following the Merger and there were no monetary assets exchanged to these holders.

Basis of Presentation

In accordance with generally accepted accounting principles, the Merger was treated as a purchase for
financial reporting purposes. In accordance with the provisions of Statement of Financial Accounting Standards No. 141, Business Combinations, Satellite was considered the acquiring enterprise for financial reporting purposes. The
Merger was accounted for as a reverse acquisition with Satellite as the accounting acquirer and the Company as the surviving company for legal purposes. Accordingly the financial statements include the historical results of operations of Satellite,
the accounting acquirer, except for the statements of changes in shareholders deficiency, which has been converted to shares of the Company based on the above merger ratios.

The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiary Satellite have been prepared in accordance with
the rules and regulations of the Securities and Exchange Commission for Form 10-QSB. Accordingly, certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting
principles, have been condensed or omitted pursuant to such rules and regulations.

In the opinion of management, these financial
statements reflect all normal recurring adjustments necessary for a fair presentation, and in order to make the financial statements not misleading. These financial statements should be read in conjunction with the audited consolidated financial
statements included in the Companys Annual Report on Form 10-KSB for the year ended December 31, 2005. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year or any other future
periods.

The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets
and the satisfaction of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has incurred significant losses from operations in 2004 and 2005. This factor among others, including continuing
negative cash flows from operations, negative working capital and shareholder deficiencies indicate that the Company may be unable to continue as a going concern for a reasonable



6



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period of time. The financial statements do not include any adjustments relating to the recoverability of assets, the amounts of liabilities, and their
classifications that might be necessary should the Company be unable to continue as a going concern. The Companys continuation as a going concern is dependent on its ability to generate sufficient cash flow to meet its obligations on a timely
basis and ultimately to attain profitability.

Management has recently funded its operations through borrowings under a credit facility
from a related party (see Note 6). The Company is currently seeking additional sources of funding to meet working capital requirements until the Company achieves profitability.

Note 2: Summary of Significant Accounting Policies

The accounting and reporting policies of the
Company conform to accounting principles generally accepted in the United States of America. Following is a description of the most significant of those policies:

Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in
the financial statements and accompanying notes. Actual results could differ from those estimates.

Revenue Recognition: The Company
recognizes revenues for (1) monitoring services, when the services are rendered; and (2) product, at the time of sale. The Company does not recognize revenue until (1) persuasive evidence of an arrangement exists; (2) delivery
has occurred or services have been rendered; (3) the sellers price to the buyer is fixed or determinable; and (4) collection is reasonably assured. Monthly billings for services are presented in advance of rendering the related
services. Deferred revenue consists of these billings in advance and are recognized in the month that the services are rendered.

Basic
and Diluted Net Loss Per Share: The Company computes net loss per share in accordance with SFAS No. 128, Earnings per Share (SFAS 128). SFAS 128 requires presentation of both basic and diluted earnings per share (EPS) on the face of
the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential
common shares outstanding during the period, if any, including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used
in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. There are no potentially dilutive shares, therefore diluted net loss per share has not been calculated.

Stock-Based Compensation:In December 2004, the Financial Accounting Standards Board (FASB) revised SFAS No. 123, Share-Based
Payment (SFAS No. 123R), which establishes accounting for share-based awards exchanged for employee services and requires companies to expense the estimated fair value of these awards over the requisite employee service period. On
April 14, 2005, the U.S. Securities and Exchange Commissions adopted a new rule amending the effective dates for SFAS 123R. In accordance with the new rule, the accounting provisions of SFAS No. 123R are effective for the Company beginning
in the quarter ended March 31, 2006. Under SFAS No. 123R, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employees requisite
service period. The Company adopted the provisions of SFAS No. 123R effective January 1, 2006, using the modified prospective application, which provides for certain changes to the method for valuing stock-based compensation. Under the
modified prospective application, the cost of new awards and awards modified, repurchased or cancelled after the required effective date and the portion of awards for which the requisite service has not been rendered (unvested awards) that are
outstanding as of the required effective date will be recognized as the requisite service is rendered on or after the required effective date. The compensation cost for that portion of awards shall be based on the grant-date fair value of those
awards as calculated for either recognition or pro forma disclosures under SFAS No. 123 On November 10, 2005, the FASB issued FASB Staff Position No. SFAS 123(R)-3, Transition Election Related to Accounting for Tax Effects of
Share-Based Payment Awards. The Company has elected to adopt the alternative transition method provided in this FASB Staff Position for calculating the tax effects of share-based compensation pursuant to SFAS No. 123R. The alternative
method includes a simplified method to establish the beginning balance of the additional paid-in capital pool (APIC pool) related to the tax effects of employee share-based compensation, which is available to absorb tax deficiencies recognized
subsequent to the adoption of SFAS No. 123R.



7



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On November 4, 2005, the Company granted its CEO a non-qualified stock option to purchase up to
1,923,077 shares of its common stock at a price per share of $0.31. The options expire on November 3, 2015 and vest over three years based on meeting a 2006 revenue and earnings performance target. The Company will not reach its 2006
performance target and based on the current fair market value of the Companys common stock, under the Black-Scholes option pricing model, no compensation expense was recognized in connection with this option grant.

Option valuation models require the input of highly subjective assumptions, including the expected life and stock price volatility. Because of these
changes in the subjective input assumptions can materially affect the fair value estimate, in the opinion of management, the existing models do not necessarily provide a reliable single measure of the fair value of its options. The adoption of SFAS
No. 123(R)s fair value method may have a negative impact on the Companys results of operations if the Company grants share-based payments to its employees in the future, although it does not expect it will have any impact on its
overall financial position. The impact of adopting SFAS No. 123R cannot be predicted at this time because it will depend on levels of share-based payments granted in the future. SFAS No. 123R also requires the benefits of tax deductions in
excess of recognized compensation cost to be reported as a financing cash flow, rather than as an operating cash flow as required under current accounting literature. The requirement will reduce net operating cash flows and increase net financing
cash flows in periods of adoption.

Issuance of Stock for Non-cash Consideration: All issuances of the Companys common stock
for non-cash consideration have been assigned a dollar amount equaling either the market value of the shares issued or the value of consideration received whichever is more readily determinable. The majority of the non-cash consideration received
pertains to services rendered by consultants and others and has been valued at the market value of the shares issued. In certain issuances, the Company may discount the value assigned to the stock issued for illiquidity and restrictions on resale.

The Companys accounting policy for equity instruments issued to consultants and vendors in exchange for goods and services
follows the provisions of EITF Issue No. 96-18, Accounting for Equity Instruments That are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Servicesand EITF Issue No. 00-18, Accounting
Recognition for Certain Transactions Involving Equity Instruments Granted to Other Than Employees.The measurement date for the fair value of the equity instruments issued is determined at the earlier of (i) the date at which a commitment
for performance by the consultant or vendor is reached or (ii) the date at which the consultant or vendors performance is complete. In the case of equity instruments issued to consultants, the fair value of the equity instrument is
recognized over the term of the consulting agreement.

Note 3: Property, Equipment and Other Assets

Property and equipment as of March 31, 2006 consists of the following:



|                               |  |   |          |  
|------------------------------ |  | - | -------- | -
|Furniture and equipment        |  | $ | 259,192  |  
|Purchased software costs       |  | $ | 143,724  |  
|                               |  |   |          |  
|Total property and equipment   |  |   | 402,916  |  
|Less: Accumulated depreciation |  |   | (194,622 | )
|                               |  |   |          |  
|Net property and equipment     |  | $ | 208,294  |  
|                               |  |   |          |  

Depreciation expense was $15,821 and $11,199 for the three months ended March 31, 2006 and
2005, respectively.



8



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Note 4: Long-Term Debt

As of March 31, 2006, long-term debt consists of the following obligations:



|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |  |   |           |  
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | - | --------- | -
|Note payableshareholder, Company pledged inventory, accounts receivable, equipment, and intangible assets, interest at the banks
prime rate plus 2% (9.25% as of December 31, 2005), payable in monthly principal installments of $2,000 plus interest with a final payment due May 2007. The Company is the guarantor of the underlying note with the bank in the same amount, under
the same terms, and is currently making payments to the bank on behalf of the shareholder on this note. |  | $ | 221,206   |  
|Note payableshareholder and director, unsecured, face amount of the note is $1,600,000 present value of amount outstanding calculated
based on a discount factor of 7% over the 228 month term, payable in minimum monthly principal and interest installments of $7,000; in addition, 15% net cash proceeds of the sale of capital stock sold in specified financing
transactions.                                                                                                            |  |   | 870,084   |  
|Note payablesoftware purchase, secured by related software and guaranteed by shareholder due in 48 monthly installments of $1,885
bearing interest at 9% due December 2007.                                                                                                                                                                                                                                                                                                                    |  |   | 39,689    |  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |  |   |           |  
|Total long-term debt                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |  |   | 1,130,979 |  
|Less current maturities                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |  |   | (68,063   | )
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |  |   |           |  
|Long-term debt - non-current maturities                                                                                                                                                                                                                                                                                                                                                                                                                                                         |  | $ | 1,062,916 |  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |  |   |           |  

Note 5: Shareholder Transactions

As disclosed in Note 6 below, during the three month period ended March 31, 2006, the Company entered into a credit arrangement including the
issuance of a convertible promissory note. Management has determined that the convertible promissory note had a beneficial conversion feature of $748,864 as of March 31, 2006. In accordance with generally accepted accounting principles, the
difference between the conversion price and the Companys stock price on the date of issuance of each advance under the Note is considered to be interest expense amortized over the life of the Note with a like amount recorded as an adjustment
to paid in capital. Accordingly, the beneficial conversion feature was amortized through the maturity date of December 31, 2006. The amount amortized for the three months ended March 31, 2006 was $98,609 which has been recorded as an
interest expense. The unamortized amount of $650,255 was offset against the convertible promissory note and an increase to paid in capital of $748,864 was recorded.



9



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Note 6: Related Party Transactions

Notes and Loans: As of March 31, 2006, the Company had notes and loans to related parties consisting of the following:



|                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  |   |          
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | - | ---------
|Note payable  officer - unsecured, 12% interest, due March 1, 2006                                                                                                                                                                                                                                                                                                                                                                                                    |  | $ | 85,000   
|Loans payable  shareholders  unsecured, non-interest bearing, no terms for repayment                                                                                                                                                                                                                                                                                                                                                                                 |  |   | 157,648  
|Note payable- shareholder, The Aston Organization, convertible promissory note, 8.5% interest, due Dec. 31, 2006. As of March 31, 2006,
principal and accrued and unpaid interest amounted to $847,492, offset by an unamortized beneficial conversion feature totaling $650,255.                                                                                                                                                                                      |  |   | 197,237  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  |   |          
|Total short-term related party debt                                                                                                                                                                                                                                                                                                                                                                                                                                    |  |   | 439,885  
|Note payable-shareholder, Company pledged inventory, accounts receivable, equipment, and intangible assets, interest at the banks prime
rate plus 2% (9.75% as of March 31, 2006), payable in monthly principal installments of $2,000 plus interest with a final payment due May 2007. The company is the guarantor on the underlying note with the bank in the same amount, and is
currently making payments to the bank on behalf of the shareholder on this note. |  |   | 221,206  
|Loan payable-shareholder-unsecured due in 228 installments of $7,000, imputed interest of 7%.                                                                                                                                                                                                                                                                                                                                                                          |  |   | 870,083  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  |   |          
|Total related party debt                                                                                                                                                                                                                                                                                                                                                                                                                                               |  | $ | 1,531,174
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |  |   |          

Since March 31, 2006 through the date of this report, the Company has repaid $65,000 of notes
payable to officers originally due for repayment on March 1, 2006. Repayment of the outstanding note is dependant on the Company raising additional capital during 2006.

On February 14, 2006, the Company entered into a credit arrangement with The Aston Organization, Ltd. (Aston) and Zirk Engelbrecht
(Englebrecht), a member of the Board of Directors, and recently approved to assume the role of the Chairman of the Board of the Company. Zirk Engelbrecht and Stephen Hallock, also a member of the Board of Directors, are the sole
shareholders of Aston. Pursuant to the terms and conditions set forth in a convertible promissory note (the Note) between the Aston and the Company, Aston has agreed to make loans to the Company in an aggregate amount up to $2,000,000.
The outstanding balance on the Note bears interest at the rate of 8.5% per annum. The Note provides Aston the right to convert the aggregate amount of principal and interest of the Note at any time into shares of the Companys common stock
at a conversion rate of $0.20 per share. The maturity date of the Note is December 31, 2006. The amount outstanding under the Note at March 31, 2006 was $847,492 offset by an unamortized beneficial conversion feature balance of $650,255.
This credit arrangement has been discontinued at this time by Aston and Engelbrecht. The continuance of funding under this credit arrangement is unknown at this time.

In accordance with generally accepted accounting principles, the difference between the conversion price and the Companys stock price on the date of issuance of each advance under the Note is considered to be
interest expense amortized over the life of the Note with a like amount recorded as an adjustment to paid in capital. Accordingly, the beneficial conversion feature was amortized through the maturity date of December 31, 2006. The amount
amortized for the three months ended March 31, 2006 was $98,609. The unamortized amount of $650,255 was offset against the convertible promissory note and an increase to paid in capital of $748,864 was recorded.

Interest: The Company paid $10,207 and $2,752 in interest to a shareholder for the three months ended March 31, 2006 and 2005, respectively



10



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Legal Fees: The Company paid approximately $35,000 and $2,500 in legal fees to a law firm in which
a relative of an officer, shareholder and director of the Company is a shareholder for the three months ended March 31, 2006 and 2005, respectively.

Note 7: Commitments and Contingencies

In the course of business, the Company has been, and may continue to be, involved in
various claims seeking monetary damages and other relief. The amount of the ultimate liability, if any, from such claims cannot be determined. However, in the opinion of the Companys management, the ultimate liability for any legal claims
currently pending against the Company will not have a material adverse affect on the Companys financial position, results of operations or cash flows. Insofar as current legal claims against the Company have been filed or are currently
ongoing, see Part II, Item 1 below.

Note 8: Recent Accounting Pronouncements

In December 2004, the FASB issued SFAS No. 154, Accounting Changes and Error Corrections, a replacement of APB Opinion No. 20 and FASB
Statement No. 3, SFAS No. 154 requires retrospective application to prior periods financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative
effect of the change. SFAS No. 154 also requires that retrospective application of a change in accounting principle be limited to the direct effects of the change. Indirect effects of a change in accounting principle, such as a change in
nondiscretionary profit-sharing payments resulting from an accounting change, should be recognized in the period of the accounting change. SFAS No. 154 also requires that a change in depreciation, amortization or depletion method for
long-lived, non-financial assets be accounted for as a change in accounting estimate effected by a change in accounting principle. SFAS No. 154 is effective for accounting changes and corrections of errors made in fiscal years beginning after
December 15, 2005. Early adoption is permitted for accounting changes and corrections of errors made in fiscal years beginning after the date this Statement is issued. Management does not expect the implementation of this new standard to have a
material impact on the Companys financial position, results of operations and cash flows.

Note 9: Subsequent Events

Since March 31, 2006 through the date of this report, the Company has repaid $65,000 of notes payable to officers originally due for repayment on
March 1, 2006. Repayment of the outstanding note is dependant on the Company raising additional capital during 2006.

Since
March 31, 2006 through the date of this report, the Company has borrowed an additional $310,000 from Aston under the terms of the Note, bringing the aggregate amount outstanding under the Note to $1,130,533. As of this time, Aston has not fully
met its obligations under this Note. It is uncertain as to when Aston will, if ever, continue this funding arrangement.

On
May 19, 2006 the Company entered into a $540,000 Promissory Note with an unrelated third party investor. The loan resulted in net proceeds to the Company of $447,500. The amounts outstanding under the Promissory Note bear interest at 8% and all
principal and accrued interest under the Promissory Note are due and payable on August 31, 2006. The Promissory Note is secured by a lien on substantially all of the Companys assets, including a pledge of the Companys shares in
Satellite. In connection with the issuance of the Promissory Note, the Company issued to the investor warrants to purchase an aggregate of 540,000 shares of common stock at an exercise price of $.25 per share. The warrants are exercisable on or
before May 19, 2009.

On May 19, 2006, the Company entered into an employment agreement with Mr. John L. Phillips (the
Employment Agreement) pursuant to which he will receive (i) an annual base salary of $225,000; (ii) an annual bonus opportunity in the amount of $35,000 payable in cash for each subsidiary or operating division of the Company
that meets its operating budget for each year during the term of the Employment Agreement; (iii) an additional annual bonus opportunity in an amount to be determined by the Board of Directors; and (iv) an automobile allowance of $1,500 per
month. Mr. Phillips will also be eligible to participate in our employee benefit programs. Under the Employment Agreement, we also agreed (i) to grant to Mr. Phillips, effective May 16, 2006,



11



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an option to purchase 4,000,000 shares of our common stock at an exercise price equal to the per-share closing price of our common stock on the date of
grant, (ii) to reprice 1,923,076 options previously granted to Mr. Phillips from an exercise price of $.312 per share to an exercise price of $.15 per share, and (iii) to remove the restrictions and fully vest 1,923,076 shares of
restricted common stock previously issued to Mr. Phillips.

Note 10: Restatement

On July 13, 2006, we filed an amendment on Form 10-QSB/A to include the historical financial information for the three month period ended
March 31, 2005 . On August 10, 2006 we filed a second amendment on Form 10-QSB/A to correct an understatement of interest expense for the three month period ended March 31, 2006 associated with a beneficial conversion feature
recognized in connection with the issuance of a Convertible Promissory Note to the Aston Organization, Ltd. On September 22, 2006 we filed a third amendment on Form 10-QSB/A to further correct the accounting treatment associated with the
beneficial conversion feature of the Note, and revise managements assessment concerning effectiveness of the design and operation of our disclosure controls. Subsequently we determined it was necessary to file a fourth amendment on Form
10-QSB/A for the quarter ended March 31, 2006 to provide additional disclosure by labeling each of our financial statements as being restated and to provide additional footnote disclosures as required by SFAS No. 154.

The following table summarizes the effects of the restatement for the three months ended March 31, 2006 on (1) the notes and loans payable to
related parties, additional paid in capital, and retained deficit that the Company previously reported on its Consolidated Balance Sheet and (2) interest expense, net loss and loss per share that the Company previously reported on the
Consolidated Statement of Operations:



|                                                                                    |  |                      |         |  
|----------------------------------------------------------------------------------- |  | -------------------- | ------- | -
|                                                                                    |  | Increase /(Decrease) |        
|(1) Consolidated Balance Sheet as of March 31, 2006                                 |  |                      |         |  
|Discount to notes and loans payable to related parties                              |  | ($                   | 650,255 | )
|Additional paid in capital                                                          |  | $                    | 86,864  |  
|                                                                                    |  |                      |         |  
|Retained deficit                                                                    |  | ($                   | 563,391 | )
|(2) Consolidated Statements of Operations for the three months ended March 31, 2006 |  |                      |         |  
|Interest expense                                                                    |  | ($                   | 563,391 | )
|                                                                                    |  |                      |         |  
|Net Loss                                                                            |  | ($                   | 563,391 | )
|Basic and diluted loss per share                                                    |  | $                    | 0.01    |  



12



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The following tables detail the effects of the restatement on the Companys Consolidated Balance
Sheets, Consolidated Statements of Earnings and Consolidated Statements of Cash Flows as of the period ending March 31, 2006:

Satellite Security Corporation and Subsidiary

Consolidated Balance Sheet

(Unaudited)



|                                                                        |  |                                          |            |   |          |   |            |  
|----------------------------------------------------------------------- |  | ---------------------------------------- | ---------- | - | -------- | - | ---------- | -
|                                                                        |  | For the three months endedMarch 31, 2006 |           
|                                                                        |  | PreviouslyReported                       |            |   | Restated |  
|Assets                                                                  |  |                                          |            |   |          |   |            |  
|Current Assets                                                          |  |                                          |            |   |          |   |            |  
|Accounts receivable, net of allowance for doubtful accounts of $199,495 |  | $                                        | 109,850    |   |          | $ | 109,850    |  
|Inventory, net                                                          |  |                                          | 52,116     |   |          |   | 52,116     |  
|Deposit on Inventory                                                    |  |                                          | 48,000     |   |          |   | 48,000     |  
|Other current assets                                                    |  |                                          | 9,218      |   |          |   | 9,218      |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Current Assets                                                    |  |                                          | 219,184    |   |          |   | 219,184    |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Property and equipment, net of accumulated depreciation                 |  |                                          | 208,294    |   |          |   | 208,294    |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Other Assets                                                            |  |                                          |            |   |          |   |            |  
|Restricted cash for letter of credit                                    |  |                                          | 75,000     |   |          |   | 75,000     |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Other Assets                                                      |  |                                          | 75,000     |   |          |   | 75,000     |  
|Total Assets                                                            |  | $                                        | 502,478    |   |          | $ | 502,478    |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Liabilities and Shareholders Deficiency                                |  |                                          |            |   |          |   |            |  
|Current Liabilities                                                     |  |                                          |            |   |          |   |            |  
|Cash overdraft payable                                                  |  | $                                        | 1,788      |   |          | $ | 1,788      |  
|Accounts payable                                                        |  |                                          | 550,950    |   |          |   | 550,950    |  
|Accrued expenses                                                        |  |                                          | 486,927    |   |          |   | 486,927    |  
|Deferred revenue - current portion                                      |  |                                          | 112,363    |   |          |   | 112,363    |  
|Current portion of long-term debt                                       |  |                                          | 20,213     |   |          |   | 20,213     |  
|Notes and Loan payable to related parties                               |  |                                          | 1,090,140  |   |          |   | 439,885    |  
|Current maturities of long-term debt - related party                    |  |                                          | 47,850     |   |          |   | 47,850     |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Current Liabilities                                               |  |                                          | 2,310,231  |   |          |   | 1,659,976  |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Non-Current Liabilities                                                 |  |                                          |            |   |          |   |            |  
|Long-term debt-related party, net of current maturities                 |  |                                          | 1,043,440  |   |          |   | 1,043,440  |  
|Long-term debt                                                          |  |                                          | 19,476     |   |          |   | 19,476     |  
|Deferred revenue, net of current portion                                |  |                                          | 344,854    |   |          |   | 344,854    |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Non-Current Liabilities                                           |  |                                          | 1,407,770  |   |          |   | 1,407,770  |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Liabilities                                                       |  |                                          | 3,718,001  |   |          |   | 3,067,746  |  
|                                                                        |  |                                          |            |   |          |   |            |  
|Commitments and Contingencies                                           |  |                                          |            |   |          |   |            |  
|Shareholders Deficiency                                                |  |                                          |            |   |          |   |            |  
|Common stock, $0.001 par value                                          |  |                                          |            |   |          |   |            |  
|Authorized - 250,000,000 shares                                         |  |                                          |            |   |          |   |            |  
|Issued and outstanding  98,056,563 shares                              |  |                                          | 98,057     |   |          |   | 98,057     |  
|Additional paid in capital                                              |  |                                          | 4,977,624  |   |          |   | 5,064,488  |  
|Retained deficit                                                        |  |                                          | (8,291,204 | ) |          |   | (7,727,813 | )
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Shareholders Deficiency                                          |  |                                          | (3,215,523 | ) |          |   | (2,565,268 | )
|                                                                        |  |                                          |            |   |          |   |            |  
|Total Liabilities and Shareholders Deficiency                          |  | $                                        | 502,478    |   |          | $ | 502,478    |  
|                                                                        |  |                                          |            |   |          |   |            |  



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Satellite Security Corporation and Subsidiary

Consolidated Statement of Operations

(Unaudited)



|                                           |  |                                          |             |   |          |   |            |  
|------------------------------------------ |  | ---------------------------------------- | ----------- | - | -------- | - | ---------- | -
|                                           |  | For the three months endedMarch 31, 2006 |            
|                                           |  | PreviouslyReported                       |             |   | Restated |  
|Revenues                                   |  | $                                        | 205,888     |   |          | $ | 205,888    |  
|                                           |  |                                          |             |   |          |   |            |  
|Costs and Expenses                         |  |                                          |             |   |          |   |            |  
|Cost of sales                              |  |                                          | 173,584     |   |          |   | 173,584    |  
|General and administrative expenses        |  |                                          | 596,345     |   |          |   | 596,345    |  
|Marketing expenses                         |  |                                          | 56,500      |   |          |   | 56,500     |  
|Research and development expenses          |  |                                          | 74,533      |   |          |   | 74,533     |  
|Selling expenses                           |  |                                          | 76,494      |   |          |   | 76,494     |  
|                                           |  |                                          |             |   |          |   |            |  
|Total Costs and Expenses                   |  |                                          | 977,456     |   |          |   | 977,456    |  
|                                           |  |                                          |             |   |          |   |            |  
|Operating Loss                             |  |                                          | (771,568    | ) |          |   | (771,568   | )
|Other Expense                              |  |                                          |             |   |          |   |            |  
|Interest expense                           |  |                                          | 689,236     |   |          |   | 125,845    |  
|                                           |  |                                          |             |   |          |   |            |  
|Loss Before Income Taxes                   |  |                                          | (1,460,804  | ) |          |   | (897,413   | )
|Provision for Income Taxes                 |  |                                          |            |   |          |   |           |  
|                                           |  |                                          |             |   |          |   |            |  
|Net Loss                                   |  |                                          | ($1,460,804 | ) |          |   | ($897,413  | )
|                                           |  |                                          |             |   |          |   |            |  
|Basic and diluted loss per share           |  |                                          | ($0.02      | ) |          |   | ($0.01     | )
|                                           |  |                                          |             |   |          |   |            |  
|Weighted average common shares outstanding |  |                                          | 98,056,563  |   |          |   | 98,056,563 |  
|                                           |  |                                          |             |   |          |   |            |  



14



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Satellite Security Corporation and Subsidiary

Consolidated Statement of Cash Flows

(Unaudited)



|                                                                            |  |                    |             |   |          |   |           |  
|--------------------------------------------------------------------------- |  | ------------------ | ----------- | - | -------- | - | --------- | -
|                                                                            |  | March 31, 2006     |            
|                                                                            |  | PreviouslyReported |             |   | Restated |  
|Cash Flows from Operating Activities                                        |  |                    |             |   |          |   |           |  
|Net loss                                                                    |  |                    | ($1,460,804 | ) |          |   | ($897,413 | )
|Adjustments to reconcile net loss to net cash used in operating activities: |  |                    |             |   |          |   |           |  
|Depreciation                                                                |  |                    | 15,821      |   |          |   | 15,821    |  
|Non-cash interest expense                                                   |  |                    | 662,000     |   |          |   | 98,609    |  
|Changes in operating assets and liabilities:                                |  |                    |             |   |          |   |           |  
|Accounts receivable, net                                                    |  |                    | (8,314      | ) |          |   | (8,314    | )
|Inventories                                                                 |  |                    | (18,416     | ) |          |   | (18,416   | )
|Accounts payable                                                            |  |                    | 53,068      |   |          |   | 53,068    |  
|Accrued liabilities                                                         |  |                    | 4,224       |   |          |   | 4,224     |  
|Deferred revenues                                                           |  |                    | 27,120      |   |          |   | 27,120    |  
|Other                                                                       |  |                    | (2,202      | ) |          |   | (2,202    | )
|                                                                            |  |                    |             |   |          |   |           |  
|Net cash used in operating activities                                       |  |                    | ($727,503   | ) |          |   | ($727,503 | )
|Cash Flows from Investing Activities                                        |  |                    |             |   |          |   |           |  
|Purchases of property and equipment                                         |  |                    | (66,603     | ) |          |   | (66,603   | )
|Deposit on Inventory                                                        |  |                    | (48,000     | ) |          |   | (48,000   | )
|                                                                            |  |                    |             |   |          |   |           |  
|Net cash (used in) provided by investing activities                         |  |                    | (114,603    | ) |          |   | (114,603  | )
|Cash Flows from Financing Activities                                        |  |                    |             |   |          |   |           |  
|Repayment of long-term debt                                                 |  |                    | (17,344     | ) |          |   | (17,344   | )
|Proceeds from short-term loan                                               |  |                    | 926,220     |   |          |   | 926,220   |  
|Shareholder advances from related party                                     |  |                    |            |   |          |   |          |  
|Shareholder repayments from related parties                                 |  |                    | (85,000     | ) |          |   | (85,000   | )
|                                                                            |  |                    |             |   |          |   |           |  
|Net cash provided by financing activities                                   |  |                    | 823,876     |   |          |   | 823,876   |  
|Net (Decrease) Increase in Cash                                             |  |                    | (18,230     | ) |          |   | (18,230   | )
|Cash - Beginning of Period                                                  |  |                    | 16,442      |   |          |   | 16,442    |  
|Cash - End of Period                                                        |  |                    | ($1,788     | ) |          |   | ($1,788   | )
|                                                                            |  |                    |             |   |          |   |           |  
|Cash Paid for Interest                                                      |  | $                  | 19,895      |   |          | $ | 19,895    |  
|                                                                            |  |                    |             |   |          |   |           |  



15



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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.



SATELLITE SECURITY CORPORATIONBy:

/s/ Mr. John L. PhillipsMr. John L. PhillipsChief Executive OfficerBy:

/s/ Mr. Aidan ShieldsMr. Aidan ShieldsChief Financial Officer


Dated: November 16, 2006



16